ARB Holdings Limited (JSE:ARH) News - Transaction Update: Irrevocable Undertakings ARB HOLDINGS LIMITED MASIMONG ELECTRICAL HOLDINGS PROPRIETARY LIMITED Incorporated in the Republic of South Africa Incorporated in the Republic of South Africa (Registration number: 1986/002975/06) (Registration number 2021/985213/07) Share code: ARH ISIN: ZAE000109435 (“the Offeror”) (“ARB” or “the Company”) TRANSACTION UPDATE: IRREVOCABLE UNDERTAKINGS 1. Introduction ARB Shareholders are referred to the joint firm intention announcement and withdrawal cautionary announcement released on SENS on 27 January 2022 (“FIA”) (and using the terms defined therein), relating to the firm intention offer from the Offeror, to acquire the entire issued share capital of ARB, other than the Excluded Shares, by way of a scheme of arrangement, and the subsequent delisting of the Company. 2. Update on Irrevocable Undertakings ARB Shareholders are advised that subsequent to the publication of the FIA, the Offeror has obtained additional irrevocable undertakings from ARB Shareholders, such that ARB Shareholders holding collectively 65 445 469 ordinary shares, representing 75.13% of the Scheme Shares, have irrevocably undertaken to vote in favour of the Transaction. 3. Responsibility Statements The Independent Board and the Board, collectively and individually, accept responsibility for the information contained in this announcement to the extent that it relates to ARB. To the best of their knowledge and belief, such information contained in this announcement is true and nothing has been omitted which is likely to affect the importance of such information. The Offeror accepts responsibility for the information contained in this announcement to the extent that it relates to the Offeror. To the best of their knowledge and belief, such information contained in this announcement is true and nothing has been omitted which is likely to affect the importance of such information. Durban 14 February 2022 Corporate Advisor and Transaction Sponsor to ARB Merchantec Capital Legal Advisor to ARB Webber Wentzel Legal Advisor to the Offeror Cliffe Dekker Hofmeyr Joint Corporate Finance Advisors to the Offeror Rand Merchant Bank (A division of FirstRand Bank Limited) and Apex Partners Date: 14-02-2022 03:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.